Re:	Resource Real Estate Diversified Income Fund

 

Ladies and Gentlemen:

 

On behalf of Resource Real Estate Diversified Income Fund (the “Trust”), we hereby file a preliminary proxy statement pursuant to Schedule 14A under the Securities Exchange Act of 1934.  The proxy relates to the approval of a new investment advisory agreement between the Trust and Resource Real Estate, Inc., and the election of a trustee.

 

Please call the undersigned at 614-469-3280 with any comments or questions.

 

Very truly yours,

/s/ Craig A. Foster

 

Craig A. Foster